INVESTMENT REPORT to ORSC SB 133 IMPLEMENTATION for the 12–Month Period Ending June 30, 2013

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INVESTMENT REPORT to ORSC SB 133 IMPLEMENTATION for the 12–Month Period Ending June 30, 2013 OHIO POLICE & FIRE PENSION FUND INVESTMENT REPORT TO ORSC SB 133 IMPLEMENTATION For the 12–month period ending June 30, 2013 Respectfully submitted to the Ohio Retirement Study Council on September 12, 2013 by John J. Gallagher, Jr., Executive Director September 12, 2013 The Honorable Lynn Wachtmann, Chair The Honorable Shannon Jones, Vice Chair Members of the Ohio Retirement Study Council 88 East Broad Street, Suite 1175 Columbus, Ohio 43215 Re: Report on Use of Ohio-Qualified Agents and Investment Managers Dear Ohio Retirement Study Council Members: Pursuant to the requirements of Substitute Senate Bill 133, the Ohio Police & Fire Pension Fund has prepared the following materials regarding SB 133 and its goal to increase the use of the Ohio-qualified agents and investment managers. The documents included in this report lay out what OP&F has done individually and in concert with the other Ohio retirement systems over the past year to implement a qualification process and a program to increase the use of the Ohio-qualified agents and investment managers. As required by SB 133, OP&F has prepared reports on its results for the twelve months ended June 30, 2013. Sincerely, John J. Gallagher, Jr. Executive Director September 12, 2013 ORSC SB 133 Report Ohio Police & Fire Pension Fund Table of Contents Executive Summary for the Ohio Police & Fire Pension Fund Tab 1 Ohio-Qualified Agent Certification Process, Form & List Tab 2 Ohio-Qualified Investment Manager Certification Process, Form & List Tab 3 Information Posted on Ohio Police & Fire Pension Fund’s Web Site Tab 4 Lobbyist Notice Tab 5 The Ohio Police & Fire Pension Fund Policies and Procedures Incorporating Substitute S.B. 133 Qualified Requirements Ohio Qualified Broker Policy - September 2004 Sample Letter to External Investment Managers Ohio Qualified Investment Manager Policy - September 2004 Ohio Police & Fire Investment Manager Search Policy – May 2009 Ohio Police & Fire Summary of Investment Manager Search Policy Tab 6 Results Reports a) Domestic Equities Ohio-Qualified Agent Report (7/1/03–6/30/04) b) Domestic Equities Ohio-Qualified Agent Report (7/1/13–6/30/13) c) Fixed Income Ohio-Qualified Agent Report (7/1/03–6/30/04) d) Fixed Income Ohio-Qualified Agent Report (7/1/12–6/30/13) e) Ohio-Qualified Manager Report (7/1/03–6/30/04) f) Ohio-Qualified Manager Report (7/1/12–6/30/13) EXECUTIVE SUMMARY As a result of SB 133, OP&F has undertaken a number of steps toward the goals of increasing our use of Ohio- qualified brokers and managers. We have made several changes specific to OP&F, but most of our actions have involved a cooperative effort among all the Ohio funds. • OP&F’s Board adopted an Ohio-Qualified Manager Policy and an Ohio-Qualified Broker Policy in September 2004. • OP&F amended its Investment Manager Search Policy in September 2004 to explicitly include the public notice provision of SB 133; although we had already been using a publicly advertised RFP process. • Ohio’s pension funds jointly created Ohio-qualified broker and manager certification forms. • OPERS and SERS assembled and continue to maintain the lists of Ohio-qualified brokers and managers, respectively. • Ohio’s pension funds jointly created a format to report our use of Ohio firms and jointly developed a notice for vendors and their potential need to register as a lobbyist. • OP&F posted SB 133 information and forms to our website. • OP&F staff continues our open door policy of meeting, when possible, with any firm requesting a meeting. • OP&F sent to each of our domestic stock and bond managers a letter encouraging them to increase their use of Ohio-qualified brokers and has continued this practice with newly hired stock and bond managers. • OP&F assembled a list containing our managers’ contact information and is providing this list to any broker inquiring how to do business with OP&F. It is important to note that OP&F has a long history of hiring Ohio managers when their products represent the best choice for OP&F. We have placed a disproportionate amount of private equity with Ohio-based managers. OP&F has used several Ohio money managers in the past, and in fact even employed two Ohio equity managers that invested only in stocks of Ohio companies. For years, Victory Capital Management (KeyCorp) has been the securities lending agent for OP&F’s domestic stocks and bonds. In 2003, well before SB 133’s passage, OP&F hired JP Morgan Investment advisors (formerly Bank One Investment Advisors) to manage a now $607 million fixed income portfolio. The following section highlights results for the current period (July 1, 2012 to June 30, 2013) to the baseline period (July 1, 2003 to June 30, 2004). • Ohio-Qualified US Equity Brokers (See Exhibits 6a & 6b) - Decrease in dollars traded to $939.23 million from $988.48 million - Increase in percentage of total dollars traded to 37.38% from 25.98% - Decrease in dollar amount of commissions paid to $386 thousand from $1.56 million - Increase in percentage of total commissions paid to 32.55% from 30.77% • Ohio-Qualified Minority US Equity Brokers (See Exhibits 6a & 6b) - No change from $0.00 traded. - No change from 0% traded. • Ohio-Qualified US Fixed Income Brokers (See Exhibits 6c & 6d) - Decrease in dollars traded to $1.58 billion from $2.52 billion - Increase in percentage of total dollars traded to 31.95% from 30.58% • Ohio-Qualified Managers (See Exhibits 6e & 6f) - Decrease in dollars under management to $1.76 billion from $1.97 billion - Decrease in dollars under management as a percent to 13.66% from 20.49% - Decrease in dollars as a percent of total fund to 13.56% from 20.38% - Increase in dollar amount of fees paid to $7.26 million from $5.94 million - Decrease in the percentage of total fees paid to 9.33% from 23.66% Tab 1 Ohio-Qualified Agent Certification Process The Ohio Public Employees Retirement System (OPERS) is responsible for maintaining documentation of Ohio-Qualified Agents and Ohio-Qualified Minority Business Enterprises that have completed and submitted an Ohio-Qualified Agent Certification (Certification) to OPERS. The Certification establishes that the agent meets the Ohio-Qualified Agent or the Ohio-Qualified Minority Business Enterprises statutory criteria mandated under Ohio law, R. C. 145.114, 742.114, 3307.152, 3309.157 and 5505.068. Agents are required to submit a Certification annually. Each year, OPERS contacts agents who filed Certifications in the prior year, to initiate re-Certification for the current period, as appropriate. The Certification form is posted to the OPERS website (www.OPERS.org), so that additional eligible agents may complete the Certification and become qualified. The Ohio Retirement Systems Ohio-Qualified Agent Listing (Listing) is posted to the OPERS website. The Listing is updated as changes occur throughout the year. Each of the Ohio retirement systems may access the website to determine if a particular agent is certified as an Ohio-Qualified Agent or an Ohio-Qualified Minority Business Enterprise. The Listing is used to report utilization to the Ohio Retirement Study Council annually. Periodically, updates and modifications are made to the Certification process and form by OPERS in conjunction with the other Ohio pension systems. Ohio Retirement Systems Ohio-Qualified Agent Certification General Information Under Ohio law, R. C. 145.114, 742.114, 3307.152, 3309.157, and 5505.068, each Ohio retirement system is required to: 1. Establish a policy with the goal to increase the use of Ohio-qualified agents for the execution of domestic equity and fixed income trades when an Ohio-qualified agent offers quality, services, and safety comparable to other agents otherwise available to the systems and meets certain criteria; 2. Adopt a policy to establish criteria and procedures used to select agents to execute securities transactions; 3. Designate an agent as an Ohio-qualified agent if the agent meets certain criteria; and, 4. Make certain reports to the Ohio Retirement Study Council concerning Ohio-qualified agents and minority business enterprises. Each retirement system’s policy may be viewed on its web site. The statutory criteria for an Ohio-qualified agent are that the agent: 1. Is subject to taxation under R.C. Chapter 5725 (financial institutions and insurance), 5726 (financial institutions tax), 5733 (corporation franchise tax), 5747 (income tax), or 5751 (commercial activity tax); 2. Is authorized to conduct business in Ohio; 3. Maintains a principal place of business in Ohio and employs at least five Ohio residents; and, 4. Is a licensed dealer under Ohio securities laws or comparable laws of another state or the U.S. “Principal place of business" means an office in which the agent regularly provides securities or investment advisory services and solicits, meets with, or otherwise communicates with clients. “Dealer” means every person, other than a salesperson, who engages or professes to engage, in Ohio, for either all or part of the person's time, directly or indirectly, either in the business of the sale of securities for the person's own account, or in the business of the purchase or sale of securities for the account of others in the reasonable expectation of receiving a commission, fee, or other remuneration as a result of engaging in the purchase and sale of securities. "Dealer" does not mean any of the following: (a) Any issuer, including any officer, director, employee, or trustee of, or member or manager of, or partner in, or any general partner of, any issuer,
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